Under the terms of the previously announced joint venture for the Company’s oil sands operations in Kentucky, Peak has begun funding the operating subsidiary, MidAmerica Oil Sands, LLC. We have also obtained all necessary permits relative to the General Permit for Non-Coal Mining Activities in the Commonwealth of Kentucky in connection with the planned oil sand mining activities in Logan county, Kentucky.

Jeffrey Wilson, President of the Company, said, “We can now move forward with development plans for the Kentucky joint venture project under MidAmerica. We will begin construction on a facility to house the processing equipment, move the process unit from Houston, Texas and install the tank battery and other necessary equipment to begin operations at the site. This is an exciting time for the Company as we shift its focus and look forward to the installation of our revolutionary oil recovery technology on a commercial scale in the field. The project is designed to recover heavy oil from surface mineable oil sands at the rate of about 1,000 barrels per day. We have received some very favorable press from the local newspapers in the area and expect quite a lot of interest in the success of our project. We are truly breaking new ground in an industry that has been long overdue for a technological breakthrough that is environmentally safe.”

Forward Looking Statement

This press release may contain “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management’s current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes that the expectations in such statements are reasonable, there can be no assurance that such expectations will prove to be correct.

Contact:
Imperial Petroleum, Inc.
Jeffrey T. Wilson, 812-867-1433 or 812-431-8912
email: jtwilsonx1@aol.com
website: http://imperialpetroleuminc.com

11-May-2012

Entry into a Material Definitive Agreement, Unregistered Sale of Equity Se

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT On May 8, 2012, Imperial Petroleum, Inc. (hereinafter referred to as the “Company”, “we,” “us” or “our”) completed a series of Settlement and Release Agreements effective April 30, 2012 with accredited investors (“Purchasers”) from the Company’s Private Placement previously completed on September 21, 2011. The Purchasers had alleged various claims against the Company in connection with the Securities Purchase Agreement executed in connection with the Private Placement, including breach of the agreement, the right to rescind their investment and failure to file the required Registration Statement in connection with the issuance of the shares. As a result of the failure of the Company to file the Registration Statement, the Purchasers were entitled to monetary damages payable in cash of up to 8% of their initial investment as well as the continuing right to rescind their investment and receive a return of those funds. As a result of the execution of the confidential Settlement and Release Agreements, the Company (i.) issued a total of 18,158,950 shares of its restricted common stock in full settlement of all claims from those Purchasers; (ii.) amended the warrant exercise price to $0.14/share for warrants previously issued to the Purchasers and (iii.) amended the Securities Purchase Agreement to remove any requirements to register any of the Purchasers’ shares, except as a “piggyback” registration and eliminated any future rights previously granted to the Purchasers to participate in subsequent equity or debt financings of the Company. Twenty of the twenty two Purchasers executed the Settlement and Release Agreements to date representing all but $175,000 of the original $3,117,501.50 investment. If the remaining two Purchasers execute the Settlement and Release Agreements, the Company will issue an additional 1,058,390 shares. All of the shares issued in connection with the Settlement and Release Agreements are restricted and are subject to the holding period requirements and sales volume limitations under Rule 144 of the Securities Act of 1934 as amended.

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES On the Closing Date, pursuant to the Settlement and Release Agreements, we issued to the Purchasers and additional 18,158,950 shares of our restricted common stock.

Issuance of securities to the Investors and the Placement Agent were not registered under the Securities Act of 1933 (the “Securities Act”). Such issuance of securities was exempt from registration under the safe harbor provided by Regulation D Rule 506 and Section 4(2) of the Securities Act. We made this determination in part based on the representations of Investors, which included, in pertinent part, that such Investors were an “accredited investor” as defined in Rule 501(a) under the Securities Act, and upon such further representations from the Investors that (a) the Investor is acquiring the securities for his, her or its own account for investment and not for the account of any other person and not with a view to or for distribution, assignment or resale in connection with any distribution within the meaning of the Securities Act, (b) the Investor agrees not to sell or otherwise transfer the purchased securities unless they are registered under the Securities Act and any applicable state securities laws, or an exemption or exemptions from such registration are available, (c) the Investor either alone or together with its representatives has knowledge and experience in financial and business matters such that he, she or it is capable of evaluating the merits and risks of an investment in us, and (d) the Investor has no need for the liquidity in its investment in us and could afford the complete loss of such investment. Our determination is made based further upon our action of (a) making written disclosure to each Investor in the Securities Purchase Agreement prior to the closing of sale that the securities have not been registered under the Securities Act and therefore cannot be resold unless they are registered or unless an exemption from registration is available, (b) making written descriptions of the securities being offered, the use of the proceeds from the offering and any material changes in the Company’s affairs that are not disclosed in the documents furnished, and (c) placement of a legend on the certificate that evidences the securities stating that the securities have not been registered under the Securities Act and setting forth the restrictions on transferability and sale of the securities, and upon such inaction of the Company of any general solicitation or advertising for securities herein issued in reliance upon Regulation D Rule 506 and Section 4(2) of the Securities Act.

ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS On May 8, 2012, Mr. Sam Wernli, the former President of the Imperial Chemical Company, was appointed to the Board of Directors of the Company and as Executive Vice President of Imperial Chemical Company. Mr. Wernli has extensive business experience and in particular was involved in the development of the SANDKLENE 950 product under exclusive license to Imperial Chemical Company for use in its oil sands operations. Mr. Wernli will serve until the next regularly scheduled shareholders’ meeting.

ITEM 8.01 OTHER EVENTS On May 10, 2012, the Company received service of a lawsuit filed in Marion Superior Court, Marion, Indiana by First Merchants Bank, N.A. with respect to the debts owed by e-Biofuels LLC (Cause No. 49D141204PL017213). The lawsuit alleges, among other things, breach of the Guaranty Agreement and seeks $7.5 million plus interest and attorney’s fees and other unspecified amounts. The lawsuit includes the co-guarantors of the e-Biofuels, LLC debt with Frist Merchants, Craig Ducey, Chad Ducey, Brian Carmichael, Bruce Carmichael and Werks Management. The Company intends to vigorously defend itself in this lawsuit.

ITEM 9.01 EXHIBITS

NONE

Entry into a Material Definitive Agreement

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On April 6, 2012 the Registrant’s wholly-owned subsidiaries, Arrakis Oil Recovery, LLC and Phoenix Metals, Inc. dba Imperial Chemical Company entered into a Joint Venture Agreement with Peak Concepts, LLC to develop the Company oil sand business and properties in Kentucky. Under the terms of the Agreement, Peak will provide $750,000 in new capital for a 50% interest in the proceeds of the project. The Company shall contribute its oil sands processing unit to be moved from Houston, Texas, access to its license rights to use the oil sand technology, including access to SANDKLENE 950 and its oil sand acreage in Kentucky comprising some 500 acres. The project is projected to commence operations in August 2012.

ITEM 9.01 EXHIBITS

(d) Exhibits

Exhibit
Number Description of Exhibit

Exhibit 99.1 Press Release

Exhibit 99.2 Joint Venture Agreement with Peak Concepts, LLC

View filings

Jeffrey Wilson, President of the Company, said, “In addition to our oil sands business located in the eastern Illinois Basin, we have identified several promising shallow drilling prospects in other parts of the Illinois Basin and have formed a lease pool to begin acquiring acreage. Our partner will provide the cash, while the Company will source drilling prospects and manage acreage acquisition. We will share on a 50-50 basis in the proceeds and retained interest in the subsequent sale of each prospect. ” Mr. Wilson added, “Our initial project covers a 6,500 acre drilling project to depths of less than 2,500 feet and is targeting development of the Trenton formation in an old field using current completion techniques. This particular field was partially developed 60 years ago in the Trenton formation and was produced without the benefit of hydraulic fracturing or horizontal drilling techniques, so oil recoveries were low. We believe with new completion practices we will be able to significantly improve oil production and recovery. There is renewed interest now being shown in the Illinois Basin by large independents and we believe that we can position the Company to strategically take advantage of this activity. ”

Forward Looking Statement

This press release may contain “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management’s current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes that the expectations in such statements are reasonable, there can be no assurance that such expectations will prove to be correct.

As previously announced the Company’s wholly-owned subsidiaries, Arrakis Oil Recovery, LLC and Imperial Chemical Company executed a joint venture agreement to complete development of the Company’s initial oil sand project in Kentucky. The Company organized a new entity named MidAmerica Oil Sands, LLC to manage the joint venture on behalf of the Company and its joint venture partner, Peak Oil Sands LLC, a subsidiary of Peak Concepts, LLC. Peak has extensive experience in the development of oil and natural gas drilling ventures throughout the United States. Under the terms of the joint venture, Peak will provide $750,000 in development capital to complete the installation of facilities in Kentucky. The Company will provide a sublicense of its technology, access to SANDKLENE 950 chemical and its oil sand processing unit with a rated capacity at 1,000 barrels of oil per day. Peak and the Company will each own 50% of the joint venture proceeds from approximately 500 acres of oil sand acreage containing an estimated 10 million barrels of recoverable heavy oil, based on estimates compiled by public sources.

Two other oil sand related activities will affect the Company in the near future. First, an oil sand mining venture using the Arrakis technology is proceeding as planned in a county adjacent to the Company’s acreage in Kentucky and may become operational first. Site preparation is nearly completed to begin utilizing the first of two units, each rated at 1,000 barrels of oil per day, that are designated for the proposed operation. Imperial Chemical will provide SANDKLENE 950 to the operator of the project. Second, as we announced last year, the Company has a royalty interest in proposed operations using the Arrakis technology in Canada and several other countries outside of the United States. Oil sand units are under construction in Canada for deployment there under the agreement that the Company completed last year. The timing of that deployment remains uncertain at this time.

Jeffrey Wilson, President of the Company, said, “We intend to move forward as quickly as possible to establish our own oil sand operations in Kentucky under the Peak joint venture, however we will likely obtain the benefit of the installation of the two units north of our acreage in Kentucky as that operation is using the Arrakis technology for its operations and we will be selling them chemical. We will continue to pursue other joint venture projects in Kentucky and elsewhere to utilize the oil sand technology for the benefit of the Company.”

Forward Looking Statement

This press release may contain “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management’s current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes that the expectations in such statements are reasonable, there can be no assurance that such expectations will prove to be correct.

• On April 4, 2012, the Company’s wholly-owned subsidiary, e-Biofuels, LLC filed a voluntary petition for protection from creditors under Chapter 7 of Title 11 of the Bankruptcy Code with the United States Bankruptcy Court for the Southern District of Indiana under Case Number 12-03816-FJO-7A. The e-Biofuels subsidiary listed assets of $11,354,800.51 and liabilities of $17,321,036.88. A trustee has been appointed by the Court to oversee the e-Biofuels bankruptcy proceedings.
• On April 4, 2012, Mr. Timothy A. Jones resigned as Chief Executive Officer and Chief Financial Officer of Imperial and all positions with any and all of its subsidiaries, including e-Biofuels.
• On April 5, 2012, Mr. Jeffrey T. Wilson was appointed as President and Chief Executive Officer and Chief Financial Officer of Imperial and all of its subsidiaries until the next regularly scheduled meeting of shareholders. Mr. Greg Thagard remained as Chairman of the Board. The Company will move its corporate offices to 101 NW 1^st St, Suite 213, Evansville, IN 47708.
• On April 5, 2012, the Board of Directors approved a resolution to hold an annual meeting of shareholders on June 20, 2012 at 2:00 pm at its corporate offices in Evansville, Indiana.
• On April 6, 2012, The Company’s wholly-owned subsidiaries, Arrakis Oil Recovery, LLC and Imperial Chemical Company executed a joint venture agreement with a non-affiliated third party entity, to complete development of the Company’s initial tar sand project in Kentucky. Under the terms of the joint venture, our partner will provide $750,000 in development capital to complete the installation of facilities at the Company’s site in Kentucky. Our partner and the Company will each own 50% of the joint venture proceeds. The joint venture is now expected to be in production by August 2012.

“Obviously the filing by e-Biofuels is a significant blow to the Company’s revenues on the short-term, however it will substantially reduce the Company’s overall financial liabilities which were exacerbated by the uncertainty in the biofuels business in recent months,” said Jeffrey Wilson, President of the Company. “I expect that the Company will have limited revenues until the joint venture begins production which is estimated to occur in August now. We intend to pursue other joint venture projects to utilize the tar sand technology for the benefit of the Company as opportunities arise. I trust that our shareholders will remain supportive as we work through this process of re-structuring.”

Forward Looking Statement

This press release may contain “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management’s current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes that the expectations in such statements are reasonable, there can be no assurance that such expectations will prove to be correct.

View 10 Q Here: http://www.imperialpetroleuminc.com/site/ipmn-10q/

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

RESULTS OF OPERATIONS

The factors which most significantly affect the Company’s results of operations are (i) the sale prices of biodiesel, biodiesel feedstocks, crude oil and natural gas, (ii) the level of biodiesel, crude oil and natural gas sales,
(iii) the level of direct and lease operating expenses, and (iv) the level of and interest rates on borrowings. The same factors listed above will apply to the sale of minerals and metals mined by the Company. As a result of the collapse of the world economies into recession, crude oil and natural gas prices decreased significantly during fiscal 2009 from 2008 and have rebounded somewhat in fiscal 2010, 2011, and 2012. Commodity prices for crude oil based on West Texas Intermediate (“WTI”) prices quoted at approximately $98/Bbl for oil and $2.47 per Mmbtu for natural gas at January 31, 2012. Since that time crude oil prices rebounded slightly with crude oil prices currently around $107/bbl and while natural gas has continued to decline with natural gas at around $2.33/Mmbtu. Diesel prices are impacted by crude oil prices and determine biodiesel prices to a large degree. Biodiesel prices have steadily climbed during calendar 2011 until the September-October 2011 timeframe when prices declined slightly from previous highs of about $5.43/gal to around $5.00 per gal and were quoted at approximately $4.74 per gallon at January 31, 2012 based on the average spot price. Currently biodiesel is quoted at $4.60/gallon. The following graph shows the relation of biodiesel and diesel fuel prices compared to crude oil prices on a $/gallon basis.

The impact of the volatility of fuel prices has contributed to uncertainty in the energy markets. If pricing remains high, by demand or artificial methods employed by the oil producing countries, the impact will be positive on revenues and cash flow and the exploitation of existing properties owned by the Company, however, continued high prices will reduce the availability of quality acquisitions and could change the Company’s future growth strategy. At the present time the Company believes it has a substantial inventory of quality development opportunities to sustain its growth strategy without additional acquisitions. The Company expects oil and gas prices to continue to widely fluctuate and to be influenced by global economic turmoil, Asian economies and potential disruptions in supplies, in particular events in the Middle East and North Korea. Feedstock prices, and in particular waste grease prices, generally track biodiesel prices. Virgin oil feedstocks however are at times priced too high for use as a biodiesel feedstock. Since the highest value for most waste greases is obtained by selling these commodities to the biodiesel industry, we expect that despite volatility in biodiesel prices, these waste grease feedstocks will continue to track biodiesel prices, both upward and downward and therefore maintain an acceptable margin for biodiesel production.

Because our biodiesel plant is a feedstock flexible facility, we can take advantage of variations in feedstock prices and utilize multiple feedstocks in our plant. For the quarter ended January 31, 2012, gross margins declined from last fiscal year’s average of $0.50/gallon to approximately 6% of the price of biodiesel or about $0.18/gallon due to uncertainty in the future of tax incentives and turmoil in the market resulting from enforcement issues related to RFS2. We expect our margins to remain at these levels until clarity is achieved in the marketplace and the demand for biodiesel production increases sometime in the middle of calendar year 2012.

Six months ended January 31, 2012 compared to Six months ended January 31, 2011.

Revenues for the six months ending January 31, 2012 were $49,828,772 compared to revenues of $29,117,392 for the comparable quarter ended January 31, 2011. The significant increase is the result of the expansion of operations at e-biofuels, LLC, which accounted for 99% of our total revenues for the period. Coquille Bay continued to suffer from a lack of available gas for gas lift and as a result the Company continued to conserve natural gas and limits sales. We presently expect that our biodiesel sales will account for the majority of our revenues during the current fiscal year until such time as we are operational on our tar sand business.

Total operating expenses for the six months ended January 31, 2012 were $52,755,885 compared to $28,672,681 for the same period ended a year earlier. Direct operating expenses have increased due to the costs associated with e-biofuels. Our gross margin from the production of biodiesel is approximately 6%. We experienced limited activity in Coquille Bay field for the period. General and administrative costs (“G&A”) for the six months ended January 31, 2012 were $5,795,966 compared to $2,037,685 for the six months ended January 31, 2011. Administrative costs include approximately $1,681,947 in non-cash write-offs associated with the termination of certain prepaid consulting agreements. We expect G&A costs to decline as a result of the elimination of these non-cash charges and we do not anticipate the addition of significant staff at e-biofuels and as a result we anticipate increased overall margins. Interest costs increased to $1,644,961for the six months ended January 31, 2012 compared to $803,063for the six months ended January 31, 2012 as a result of the acquisition of e-biofuels and its debt. We expect interest rates to remain at or near the current levels in fiscal 2012.

The Company incurred a net after tax loss of $8,162,687($0.210 per share) for the six months ended January 31, 2012 compared to an after tax gain of $433,552 ($0.019 per share) for the prior year six months ended January 31, 2011. The net loss for the current six months is primarily the result of the sale of the Coquille Bay Field, which resulted in a loss of $3,767,827; increased costs charged to G&A as discussed above; losses in our oil and gas operations and weakness in the market for biodiesel during January 2012.

Three months ended January 31, 2012 compared to three months ended January 31, 2011.

Revenues for the three months ending January 31, 2012 were $13,227,815 compared to revenues of $13,090,859 for the comparable quarter ended January 31, 2011. The lack of significant growth in revenues compared to the prior period is due to the uncertainty experienced in the biodiesel market related to the expiration of tax incentives and turmoil in the market resulting from enforcement issues related to RFS2. E-biofuels accounted for 99% of our total revenues for the period, as Coquille Bay continued to suffer from a lack of available gas for gas lift and as a result the Company continued to conserve natural gas and limits sales. We presently expect that our biodiesel sales will account for the majority of our revenues during the current fiscal year until such time as we are operational on our tar sand business.

Total operating expenses for the quarter ended January 31, 2012 were $15,804,224 compared to $13,461,529 for the same period ended a year earlier. Direct operating expenses have increased due to the costs associated with e-biofuels. Our gross margin from the production of biodiesel is approximately 6%. We experienced limited activity in Coquille Bay field for the period. General and administrative costs (“G&A”) for the three months ended January 31, 2012 were $2,887,867 compared to $731,839 for the three months ended January 31, 2011. Administrative costs include approximately $695,117 in non-cash write-offs associated with the termination of certain prepaid consulting agreements. We expect G&A costs to decline as a result of the elimination of these non-cash charges and we do not anticipate the addition of significant staff at e-biofuels and as a result we anticipate increased overall margins. Interest costs increased to $888,275for the three months ended January 31, 2012 compared to $471,483for the three months ended January 31, 2012 as a result of the acquisition of e-biofuels and its debt.

The Company incurred a net after tax loss of $7,064,656($0.175 per share) for the three months ended January 31, 2012 compared to an after tax loss of $255,821 ($0.011 per share) for the prior year three months ended January 31, 2011. The net loss for the current three months is primarily the result of the sale of the Coquille Bay Field, which resulted in a loss of $3,767,827; increased costs charged to G&A as discussed above; losses in our oil and gas operations and weakness in the market for biodiesel during January 2012.

FINANCIAL CONDITION

Capital Resources and Liquidity

In connection with the acquisition of e-biofuels, LLC as a wholly-owned subsidiary, the Company assumed senior debt under the following facilities:
(1.) First Merchants Bank, N.A. Term Loans; (2.) Cienna Capital/Small Business Administration (“SBA”) Mortgage Note; (3.) SBA facilitated equipment loan and
(4.) certain Capital Leases for vehicles. See Note 5 for further information pertaining to the debt.

The Company has also has obtained certain unsecured loans from various individuals and from its former Chairman and President, Jeffrey T. Wilson, in the approximate amounts of $1,466,378 and $538,786 as of January 31, 2012. With the exception of a loan from JAK Financial, which bears interest at an annual rate of 96.5%, these loans bear market rates of interest and flexible terms and are generally unsecured. With the exception of the loan from JAK Financial, which was used to fund the Severance, Confidentiality and Nondisclosure Agreement described in Note 4, these funds have been used to maintain the Company’s biodiesel, oil and gas and mining activities and fund its overhead requirements. As of January 31, 2012, the Company has accrued salaries due its former Chairman and President of $358,547. Management believes that the Company may need to borrow additional funds from these sources in the future, however there is no assurance such funding sources will continue to make advances to the Company.

At January 31, 2012, the Company had current assets of $2,803,573, including $139,147 in cash and cash equivalents, $109,385 in trade and oil and gas accounts receivable, $504,328 in prepaid expenses, $1,178,750 related to a non-compete agreement, $821,677 in advanced biofuels funds due from the USDA and the IRS and $40,086 in inventories. The Company had current liabilities of $17,675,474, which resulted in negative working capital of $14,871,901. The negative working capital position is comprised of senior debt of $7,502,780; trade accounts payable of $2,667,812; of accrued expenses payable of $4,864,960consisting primarily of accrued liabilities for feedstock purchases of $2,745,135, accrued salaries payable to the Company’s President of $358,547, accrued income taxes of $355,000, and oil and gas suspense accounts; notes payable to the related parties of $538,786; and short-term unsecured third party notes payable of $1,699,132.

Seasonality

The results of operations of the Company are seasonal due to seasonal fluctuations in the market prices for biodiesel, crude oil and natural gas. Due to these seasonal fluctuations, results of operations for individual quarterly periods may not be indicative of results, which may be realized on an annual basis. Because of regional issues with cold weather, biodiesel sales are generally lower in colder climates during the winter months. The Company estimates that seasonal issues related to weather impacts result in a loss of sales of about 8-10%.

Inflation and Prices

The Company’s revenues and the value of its biofuels, oil and natural gas and mining properties have been and will be affected by changes in the prices for biodiesel, crude oil, natural gas and gold prices. The Company’s ability to obtain additional capital on attractive terms is also substantially dependent on the price of these commodities. Prices for these commodities are subject to significant fluctuations that are beyond the Company’s ability to control or predict. Government incentives significantly affect the price of biodiesel as discussed previously.

Off Balance Sheet Arrangements

None.

Contractual Obligations

See above, Capital Resources and Liquidity.

MIDDLETOWN, Ind. – February 16, 2012 – Imperial Petroleum, Inc. (OTC QX: IPMN), a leading biodiesel and diversified alternative energy company, today announced that it has finalized the sale of its share of the ownership of the Coquille Bay Field located in Plaquemines Parish, Louisiana.

Mr. Tim Jones, Acting CEO of Imperial Petroleum, stated, “The Coquille Bay field has the potential to generate a meaningful amount of oil and gas but the costs of repairing it after the damage that was caused by Hurricane Katrina and the ongoing costs of operating it, made it a burden that made little sense for a company that was concentrating its efforts on biofuels.”

“Consequently, after an extensive period of discussions with the other owners we have reached a binding agreement that relieves Imperial Petroleum of the considerable monthly cost of approximately $60,000 and enables us to cancel the $1.4 million bond that we were required to carry,” stated Mr. Jones.

“Eliminating this issue will enable us to refocus on the growth potential of biofuels and bring added value to our shareholders,” concluded Mr. Jones.

About Imperial Petroleum

Imperial is an energy company headquartered in Middletown, Indiana. The Company is engaged in two principal areas of energy production: (i) biodiesel and biofuels production and (ii) non-traditional oil production of heavy oil from mineable tar sands.

Forward Looking Statement

This press release may contain “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management’ s current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes that the expectations in such statements are reasonable, there can be no assurance that such expectations will prove to be correct.

###

Completion of Acquisition or Disposition of Assets

ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

On February 14, 2012 Imperial Petroleum, Inc. (the “Company”) closed an Asset Purchase Agreement (the “Agreement”) with Eleven Energy Corporation, which finalized the sale of its share of the ownership of the Coquille Bay Field located in Plaquemines Parish, Louisiana. Per the terms of the Agreement, the Company received consideration of $100 cash, and other consideration as set forth in the Agreement, including the assumption of plugging liabilities and the requirement of a bond with the State of Louisiana Department of Natural Resources.

Included in the terms of the Agreement was the sale of 100% of the equity of Hillside Oil and Gas, an Approved Operator which had been operating the Coquille Bay facility as a contract operator for the Company. Prior to the Agreement, Hillside Oil and Gas was owned by Greg Thagard, a member of the Company’s Board of Directors. In consideration for the sale of Hillside Oil and Gas, Mr. Thagard received $100.00.

In determining the amount of consideration to accept, the Company reviewed the current operating costs of maintaining the assets and the estimated costs associated with returning the assets to an acceptable, operational status. The monthly cost of maintaining the assets totaled approximately $60,000. An independent third party estimated the costs of restoring the assets to a level necessary to continue production at approximately $750,000 to $1,000,000.

As a result of this Agreement, the Company will no longer have any business operations related to traditional oil and gas exploration and production.

ITEM 9.01 EXHIBITS

(d) Exhibits

Exhibit
Number Description of Exhibit

Exhibit 99.1 Press Release

Exhibit 99.2 Asset Purchase Agreement

View Form 8K.Coquille Bay

Change in Directors or Principal Officers

ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS

The Registrant reported on February 9, 2012 that it had accepted the resignation of Rob Willmann from its Board of Directors. Mr. Willmann resigned due to time constraints and had no disagreements with the Management of the Company or with its independent accountants.

The Board is currently conducting a search for a new Board member.

ITEM 9.01 EXHIBITS

(d) Exhibits

Exhibit
Number Description of Exhibit
Exhibit 99.1 Letter of Resignation – Rob Willmann

View Form 8K.Willmann Resignation